SUBADVISORY AGREEMENTManagement Agreement • March 22nd, 2013 • TD Asset Management USA Funds Inc. • New York
WHEREAS, the Investment Manager has entered into an Investment Management Agreement dated as of March 8, 2013, as amended (the “Management Agreement”) with TD Asset Management USA Funds Inc. (the “Company”), an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”);
EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • March 22nd, 2013 • TD Asset Management USA Funds Inc. • New York
THIS AGREEMENT (“Agreement”), effective as of this 21st day of March, 2013, is by and between TD Asset Management USA Funds Inc., a Maryland corporation (the “Company”), on behalf of its separate series listed on Schedule A (each, a “Fund” and collectively, the “Funds”), and TDAM USA Inc., a Delaware corporation (the “Investment Manager”).
